<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
[x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ____________________ to ____________________
Commission File Number 1-13006
---------------------------------------
Park National Corporation
- -------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Ohio 31-1179518
- ------------------------------- ------------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
50 North Third Street, Newark, Ohio 43055
- -------------------------------------------------------------------------------
(Address of principal executive offices) Zip Code
(614) 349-8451
- -------------------------------------------------------------------------------
(Registrant's telephone number, including area code)
N/A
- -------------------------------------------------------------------------------
(Former name, former address and former fiscal year,
if changed since last report)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
Yes __X__ No _____
7,097,434 common shares, no par value per share, outstanding at May 2, 1997.
Page 1 of 18
Exhibit Index Page 16
<PAGE> 2
PARK NATIONAL CORPORATION
CONTENTS
<TABLE>
<CAPTION>
Page
----
<S> <C>
PART I. FINANCIAL INFORMATION 3-8
Item 1. Financial Statements 3-8
Consolidated Balance Sheet as of March 31, 1997 and
and December 31, 1996 (unaudited) 3
Consolidated Condensed Statement of Income for the
Three Months Ended March 31, 1997 and 1996 (unaudited) 4,5
Consolidated Statement of Cash Flows for the Three Months
ended March 31, 1997 and 1996 (unaudited) 6,7
Notes to Consolidated Financial Statements 8,9
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations 10-14
PART II. OTHER INFORMATION 15-16
Item 1. Legal Proceedings 15
Item 2. Changes in Securities 15
Item 3. Defaults Upon Senior Securities 15
Item 4. Submission of Matters to a Vote of Security Holders 15-16
Item 5. Other Information 16
Item 6. Exhibits and Reports on Form 8-K 16
SIGNATURES 17
EXHIBIT 27 18
</TABLE>
2
<PAGE> 3
PARK NATIONAL CORPORATION
Consolidated Balance Sheet (Unaudited)
(Dollars in thousands, except per share data)
<TABLE>
<CAPTION>
March 31 , December 31,
1997 1996
----------- -----------
<S> <C>
Assets:
Cash and due from banks $ 59,878 $ 61,454
Money market investments 30,700 0
Securities available-for-sale, at fair
value (amortized cost of $365,876
and $381,117 at March 31, 1997
and December 31, 1996) 365,710 386,187
Securities held-to-maturity, at amortized
cost (fair value approximates $11,078
and $11,217 at March 31, 1997
and December 31, 1996) 10,723 10,780
Loans (net of unearned interest) 1,130,058 1,112,603
Allowance for possible loan losses 28,948 27,802
Net loans 1,101,110 1,084,801
Bank premises and equipment, net 16,780 16,812
Other assets 58,972 54,733
----------- -----------
Total assets $ 1,643,873 $ 1,614,767
Liabilities and Stockholders' Equity
Deposits:
Noninterest-bearing $ 173,058 $ 174,158
Interest-bearing 1,173,222 1,162,459
Total deposits 1,346,280 1,336,617
Short-term borrowings 130,796 109,230
Other liabilities 18,426 19,934
Total liabilities 1,495,502 1,465,781
Stockholders' Equity:
Common stock (No par value; 20,000,000
shares authorized; 7,222,610 shares
issued in 1997 and 1996) 26,857 26,857
Unrealized holding (loss)/gain on
available-for-sale securities, net (108) 3,296
Retained earnings 126,261 121,818
Treasury stock (120,776 shares in 1997
and 89,426 shares in 1996) (4,639) (2,985)
Total stockholders' equity 148,371 148,986
----------- -----------
Total liabilities and
stockholders' equity $ 1,643,873 $ 1,614,767
</TABLE>
SEE ACCOMPANYING NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
3
<PAGE> 4
PARK NATIONAL CORPORATION
Consolidated Condensed Statement of Income (Unaudited)
(Dollars in thousands, except per share data)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
1997 1996
--------- ---------
<S> <C> <C>
Interest Income:
Interest & fees on loans $ 25,950 $ 24,116
Interest on:
Obligations of U.S. Govt.,
its agencies & other
securities 6,227 5,220
Obligations of states &
political subdivisions 150 143
Other interest income 264 424
Total interest income 32,591 29,903
Interest expense:
Interest on deposits:
Demand & savings deposits 3,278 3,069
Time deposits 8,814 7,838
Non-deposit interest 1,226 1,412
Total interest expense 13,318 12,319
Net interest income 19,273 17,584
Provision for loan losses 1,035 1,005
Net interest income
after provision 18,238 16,579
</TABLE>
4
<PAGE> 5
PARK NATIONAL CORPORATION
Consolidated Condensed Statement of Income (Unaudited) - (Continued)
(Dollars in thousands, except per share data)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
1997 1996
-------- --------
<S> <C> <C>
Other income $ 4,075 $ 3,681
Loss on sale of securities 0 (294)
Other expense:
Salaries & employee benefits 5,718 5,471
Occupancy 595 595
Furniture & equipment 563 560
Other expenses 4,686 4,358
Total other expense 11,562 10,984
Income before federal
income taxes 10,751 8,982
Federal income taxes 3,455 2,887
Net income $ 7,296 $ 6,095
======== ========
Per Share:
Net income $ 1.02 $ 0.85
Weighted average common
shares outstanding 7,121,676 7,136,037
Cash dividends declared $ 0.40 $ 0.35
</TABLE>
SEE ACCOMPANYING NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
5
<PAGE> 6
PARK NATIONAL CORPORATION
Consolidated Statement of Cash Flows (Unaudited)
(Dollars in thousands)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
1997 1996
-------- --------
<S> <C> <C>
Operating activities:
Net income $ 7,296 $ 6,095
Adjustments to reconcile net income to
net cash provided by operating
activities:
Depreciation, amortization & accretion (313) 63
Provision for loan losses 1,035 1,005
Amortization of the excess of cost over
net assets of banks purchased 428 65
Realized investment security losses 0 294
Changes in assets & liabilities:
Increase in other assets (2,836) (1,594)
Increase in other liabilities 1,345 1,022
Net cash provided from operating
activities 6,955 6,950
Investing activities:
Proceeds from sales of:
Available-for-sale securities 24,923 15,061
Proceeds from maturities of:
Available-for-sale securities 65,571 32,645
Held-to-maturity securities 59 474
Purchases of:
Available-for-sale securities (74,757) (45,976)
Net (increase)/decrease in loans (17,043) 4,858
Purchases of premises & equipment, net (453) (372)
Net cash (used by)/provided from
investing activities (1,700) 6,690
</TABLE>
6
<PAGE> 7
PARK NATIONAL CORPORATION
Consolidated Statement of Cash Flows (Unaudited) - (Continued)
(Dollars in thousands)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
1997 1996
--------- ---------
<S> <C> <C>
Financing activities:
Net increase in deposits $ 9,663 $ 8,493
Net increase in
short-term borrowings 21,566 5,263
(Purchase)/reissue of treasury stock (1,654) 153
Cash dividends paid (5,706) (5,000)
Net cash provided from
financing activities 23,869 8,909
Increase in cash and
cash equivalents 29,124 22,549
Cash & cash equivalents at beginning of year 61,454 92,752
Cash & cash equivalents
at end of period $ 90,578 $ 115,301
========= =========
Supplemental disclosures of cash flow information:
Cash paid for:
Interest $ 13,554 $ 12,675
Income taxes 0 1,200
</TABLE>
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS
7
<PAGE> 8
PARK NATIONAL CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
For the Three Month Periods Ended March 31, 1997 and 1996.
Note 1 - Basis of Presentation
The consolidated financial statements included in this report have been
prepared by Park National Corporation (the "Registrant", "Corporation", or
"Park") without audit. In the opinion of management, all adjustments
(consisting solely of normal recurring accruals) necessary for a fair
presentation of results of operations for the interim periods included herein
have been made. The results of operations for the period ended March 31, 1997
are not necessarily indicative of the operating results to be anticipated for
the fiscal year ended December 31, 1997.
The accompanying unaudited consolidated financial statements have been
prepared in accordance with the instructions for Form 10-Q, and therefore, do
not include all information and footnotes necessary for a fair presentation
of the balance sheet, condensed statement of income and statement of cash
flows in conformity with generally accepted accounting principles. These
financial statements should be read in conjunction with the financial
statements included in the Annual Report for the year ended December 31,
1996. Certain amounts in prior periods have been reclassified to conform to
the financial statement presentation used for current periods.
Note 2 - Acquisition
On May 5, 1997, Park merged with First-Knox Banc Corp. ("First-Knox"), a $569
million bank holding company headquartered in Mount Vernon, Ohio, in a
transaction accounted for as a pooling-of-interests. Park will issue
approximately 2.3 million shares of common stock to the stockholders of
First-Knox based upon an exchange ratio of .5914 shares of Park common stock
for each outstanding share of First-Knox common stock. The historical
operating results of Park and First-Knox will be shown on a combined basis in
future financial statements.
Separate results of operations for Park and First-Knox follow:
<TABLE>
<CAPTION>
Three Months
Ended March 31 For Calendar Year
1997 1996 1996 1995
(unaudited)
---------------- -----------------
<S> <C> <C> <C> <C>
Net Interest Income
Park $19,273 $17,584 $72,959 $66,352
First-Knox 5,443 4,990 20,968 19,589
------- ------- ------- -------
Combined $24,716 $22,574 $93,927 $85,941
Net Income
Park $7,296 $6,095 $25,664 $22,120
First-Knox 1,694 1,494 6,036 5,709
------- ------- ------- -------
Combined $8,990 $7,589 $31,700 $27,829
Net Income Per Common Share
Park $1.02 $.85 $3.60 $3.09
First-Knox .44 .39 1.59 1.50
Combined .96 .81 3.38 2.95
</TABLE>
-8-
<PAGE> 9
Note 3 - Allowance for Possible Loan Losses
The allowance for possible loan losses is that amount believed adequate to
absorb estimated credit losses in the loan portfolio based on management's
evaluation of various factors including overall growth in the loan portfolio,
an analysis of individual loans, prior and current loss experience, and
current and anticipated economic conditions. A provision for loan losses is
charged to operations based on management's periodic evaluation of these and
other pertinent factors.
<TABLE>
<CAPTION>
1997 1996
(In Thousands) ---- ----
<S> <C> <C>
Balance January 1 $27,802 $25,073
Provision for loan losses 1,035 1,005
Losses charged to the reserve (793) (802)
Recoveries 904 601
------- -------
Balance March 31 $28,948 $25,877
======= =======
</TABLE>
-9-
<PAGE> 10
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Comparison of Results of Operations for the Quarters Ended
March 31, 1997 and 1996
Net Interest Income
The Corporation's principal source of earnings is net interest income, the
difference between total interest income and total interest expense. Net
interest income increased by $1.7 million or 9.6% to $19.3 million for the
three months ended March 31, 1997 compared to $17.6 million for the first
quarter of 1996. The following table indicates that the tax equivalent net
interest margin (defined as net interest income divided by average earning
assets) was 5.29% for both the first quarter of 1997 and the first quarter of
1996.
<TABLE>
<CAPTION>
Three Months Ended March 31st
(In Thousands)
1997 1996
---- ----
Tax Tax
Average Equivalent Average Equivalent
Balance % Balance %
----------------------- -----------------------
<S> <C> <C> <C> <C>
Loans, Net $1,090,603 9.68% $ 992,130 9.80%
Taxable Investments $ 367,701 6.87% $ 312,387 6.72%
Tax-Exempt Investments $ 9,782 8.96% $ 9,304 8.90%
Money Markets $ 19,799 5.40% $ 32,294 5.28%
---------- ---- ---------- ----
Interest-Earning Assets $1,487,885 8.93% $1,346,115 8.98%
---------- ---- ---------- ----
Interest-Bearing Deposits $1,168,350 4.20% $1,025,735 4.28%
Borrowings $ 112,553 4.42% $ 121,454 4.67%
---------- ---- ---------- ----
Interest-Bearing Liabilities $1,280,903 4.22% $1,147,189 4.32%
---------- ---- ---------- ----
Excess Interest-Earning Assets $ 206,982 4.71% $ 198,926 4.66%
Net Interest Margin 5.29% 5.29%
</TABLE>
-10-
<PAGE> 11
Average interest-earning assets increased by 10.5% to $1,488 million for the
quarter ended March 31, 1997 compared to the same quarter in 1996. Average
net loans outstanding increased by $98 million or 9.9% to $1,091 million for
the first quarter of 1997 compared to $992 million for the same period in
1996. Approximately $31 million of this increase was due to loans acquired
as part of the purchase of branches in Richland County in December, 1996.
Loan demand continues to be relatively strong, particularly for consumer
loans secured by automobiles. Average investment securities including federal
funds sold increased by 12.2% to $397 million in 1997 compared to $354
million in 1996.
Average interest-bearing liabilities increased by 11.7% to $1,281 million for
the three months ended March 31, 1997 compared to the same quarter in 1996.
This increase was due to a 13.9% increase in average interest-bearing
deposits to $1,168 million in the first quarter of 1997 compared to the same
quarter in 1996. Average interest-bearing deposits increased by $143 million
to $1,168.4 million in the first quarter of 1997 compared to $1,025.7 million
for the same quarter in 1996. Approximately $98 million of this increase was
due to deposits acquired as part of the purchase of branches in Richland
County in December, 1996.
For the three months ended March 31, 1997, the net interest spread (the
difference between the yield on interest-earning assets and the cost of
interest-bearing liabilities) was 4.71% compared to 4.66% for the same period
in 1996. The yield on interest-earning assets decreased by .05% to 8.93% for
the quarter ended March 31, 1997 compared to 8.98% for the first quarter of
1996. The cost of interest-bearing liabilities decreased by .10% to 4.22% for
the first quarter of 1997 compared to 4.32% for the same quarter in 1996.
Provision for Loan Losses
The provision for loan losses increased by $30,000 or 3.0% to $1.03 million
for the three months ended March 31, 1997 compared to $1.0 million for the
same period in 1996. Net charge-offs showed a recovery of $111,000 for the
quarter ended March 31, 1997 compared to net charge-offs of $201,000 for the
same period in 1996. Non-performing loans, defined as loans that are 90 days
past due, renegotiated loans and non-accrual loans, were $5.1 million or .45%
of loans at March 31, 1997 compared to $4.9 million or .44% of loans at
December 31, 1996 and $4.0 million or .39% of loans at March 31, 1996. The
reserve for loan losses as a percentage of outstanding loans was 2.56% at
March 31, 1997 compared to 2.50% at December 31, 1996 and 2.54% at March 31,
1996. See Footnote 3 for a discussion of the factors considered by management
in determining the provision for loan losses.
Non-Interest Income
Non-interest income increased by $394,000 or 10.7% to $4.1 million for the
three months ended March 31, 1997 compared to $3.7 million for the same
quarter in 1996. This increase was primarily due to increases in fee income
from fiduciary activities and service charges on deposits.
Security Losses
Investment security losses were $294,000 for the three months ended March 31,
1996 compared to no losses for the same period in 1997. In 1996, taxable
investment securities were sold and the proceeds reinvested into taxable
investment securities with slightly longer maturities. The average life of
the taxable investment portfolio was approximately 3 years at both March 31,
1997 and 1996.
-11-
<PAGE> 12
During the first quarter of 1997, longer-term taxable investment rates
increased which resulted in the unrealized holding gain on available-for-sale
securities of $5.1 million at December 31, 1996 decreasing to an unrealized
holding loss of $166,000 at March 31, 1997. If this trend of higher interest
rates were to continue, the Corporation could realize some investment
security losses during the last three quarters of 1997.
Other Expense
Total other expense increased by $578,000 or 5.3% to $11.6 million for the
three months ended March 31, 1997 compared to $11.0 million for the same
period in 1996. Salaries and employee benefits expense increased by $247,000
or 4.5% to $5.7 million for the first quarter of 1997 compared to the first
quarter of 1996. Full time equivalent employees were 718 at March 31, 1997
compared to 686 at March 31, 1996.
The subcategory other expense which includes data processing expense, fees
and service charges, marketing, telephone, postage, deposit insurance
premiums, amortization of intangibles, and expenses pertaining to other real
estate owned, increased by $328,000 or 7.5% to $4.7 million in 1997 compared
to 1996. Increases in the amortization of intangibles and fees and service
charges were partially offset by a decrease in deposit insurance premiums.
Federal Income Taxes
Federal income tax expense was $3.5 million for the first quarter of 1997
compared to $2.9 million for the same period in 1996. The ratio of federal
income tax expense to income before taxes was approximately 32% for both 1997
and 1996.
Net Income
Net income increased by $1.2 million or 19.7% to $7.3 million for the three
months ended March 31, 1997 compared to $6.1 million for the same period in
1996. The annualized, first quarter net income to average assets ratio (ROA)
was 1.83% in 1997 compared to 1.68% for the same period in 1996. The
annualized, first quarter net income to average equity ratio (ROE) was 19.99%
in 1997 compared to 17.97% in 1996.
-12-
<PAGE> 13
COMPARISON OF FINANCIAL CONDITION
For March 31, 1997 and December 31, 1996
Changes in Financial Condition and Liquidity
Total assets increased by $29 million or 1.8% to $1,644 million at March 31,
1997 compared to $1,615 million at December 31, 1996. Loan balances increased
by $17 million to $1,130 million and federal funds sold and investment
securities increased by $10 million to $407 million.
Total liabilities increased by $30 million or 2.0% to $1,496 million at March
31, 1997 compared to $1,466 million at December 31. 1996. This increase was
due to increases in short-term borrowings and interest-bearing deposits.
Short-term borrowings, which primarily consist of overnight repurchase
agreements with customers, increased by $22 million to $131 million and
interest-bearing deposits increased by $11 million to $1,173 million at March
31, 1997 compared to December 31, 1996.
Effective liquidity management ensures that the cash flow requirements of
depositors and borrowers, as well as the operating cash needs of the
Corporation, are met.
Funds are available from a number of sources, including the securities
portfolio, the core deposit base, Federal Home Loan Bank borrowings, and the
capability to securitize or package loans for sale. The Corporation's loan to
asset ratio was 68.7% at March 31, 1997 compared to 68.9% at December 31,
1996 and 68.5% at March 31, 1996. Cash and cash equivalents increased by $29
million to $91 million during the three months ended March 31, 1997. The
present funding sources provide more than adequate liquidity for the
Corporation to meet its cash flow needs.
Capital Resources
Stockholders' equity at March 31, 1997 was $148.4 million or 9.03% of total
assets compared to $149.0 million or 9.23% of total assets at December 31,
1996 and $136.8 million or 9.19% of total assets at March 31, 1996.
Financial institution regulators have established guidelines for minimum
capital ratios for banks, thrifts, and bank holding companies. The net
unrealized gain or loss on available-for-sale securities is not included in
computing regulatory capital. The minimum leverage capital ratio (defined as
stockholders' equity less intangible assets) is 4% and the well capitalized
ratio is greater than or equal to 5%. Park's leverage ratio was 8.58% at
March 31, 1997 and 8.82% at December 31, 1996. The minimum Tier I risk-based
capital ratio (defined as leverage capital divided by risk-adjusted assets)
is 4% and the well capitalized ratio is greater than or equal to 6%. Park's
Tier I risk-based capital ratio was 12.82% at March 31, 1997 and 12.78% at
December 31, 1996. The minimum total risk-based capital ratio (defined as
leverage capital plus supplemental capital divided by risk-adjusted assets)
is 8% and the well capitalized ratio is greater than or equal to 10%. Park's
total risk-based capital ratio was 14.09% at March 31, 1997 and 14.04% at
December 31, 1996.
The financial institution subsidiaries of Park each met the well capitalized
capital ratio guidelines at March 31, 1997. The following table indicates the
capital ratios for each subsidiary and Park at March 31, 1997:
-13-
<PAGE> 14
<TABLE>
<CAPTION>
Tier I Total
Leverage Risk-Based Risk-Based
-------- ---------- ----------
<S> <C> <C> <C>
Park National Bank 7.32% 10.11% 11.38%
Richland Trust Company 6.16% 10.62% 11.89%
Mutual Federal Savings Bank 7.84% 13.46% 14.73%
Park National Corporation 8.58% 12.82% 14.09%
Minimum Capital Ratio 4.00% 4.00% 8.00%
Well Capitalized Ratio 5.00% 6.00% 10.00%
</TABLE>
Mutual Federal Savings Bank converted from a thrift charter to a national
commercial bank charter effective April 7, 1997 and accordingly changed its
name to Century National Bank.
At the April 21, 1997 Park National Corporation Board of Directors' Meeting,
a cash dividend of $.40 per share was declared payable on June 10, 1997 to
stockholders of record on May 16, 1997.
-14-
<PAGE> 15
PARK NATIONAL CORPORATION
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
Park National Corporation is not engaged in any legal proceedings of
a material nature at the present time.
Item 2. Changes in Securities
Not applicable
Item 3. Defaults Upon Senior Securities
Not applicable
Item 4. Submission of Matters to a Vote of Security Holders
a. On April 21, 1997, Park National Corporation held its Annual
Meeting of Shareholders. At the close of business on the record
date, 7,107,859 Park National Corporation common shares were
outstanding and entitled to vote. At the meeting, 6,452,738 or
90.8% of the outstanding common shares entitled to vote were
represented by proxy or in person.
b. Directors elected at Annual Meeting for a three year term:
<TABLE>
<S> <C> <C> <C> <C>
R. William Geyer
5,189,677 For 1,263,061 Withheld -0- Abstain and Broker Non-Votes
William A. Phillips
5,189,498 For 1,263,240 Withheld -0- Abstain and Broker Non-Votes
William T. McConnell
5,189,601 For 1,263,137 Withheld -0- Abstain and Broker Non-Votes
John L. Warner
5,189,677 For 1,263,061 Withheld -0- Abstain and Broker Non-Votes
</TABLE>
-15-
<PAGE> 16
Directors whose term of office continued after the Annual Meeting:
C. Daniel DeLawder
Dominic C. Fanello
Tamala Longaberger Kaido
Howard L. LeFevre
Phillip T. Leitnaker
John J. O'Neill
J. Gilbert Reese
Rick R. Taylor
c. See Item 4(b) for the voting results for directors.
1. Proposal to adopt the merger agreement and approve the proposed
merger of First-Knox Banc Corp. into Park.
<TABLE>
<S> <C> <C> <C> <C> <C> <C> <C>
6,166,524 For 1,392 Against 2,314 Abstain 282,508 Broker Non-Votes
</TABLE>
2. Proposal to amend Subsection 2.02(A) of Park's Regulations to
decrease the maximum allowable number of directors from
twenty-five to sixteen if the merger agreement with First-Knox is
adopted.
<TABLE>
<S> <C> <C> <C> <C> <C> <C> <C>
6,167,381 For 368 Against 2,481 Abstain 282,508 Broker Non-Votes
</TABLE>
3. Proposal to amend Article SIXTH of the Articles of Incorporation
of Park to eliminate pre-emptive rights in respect of the offering
or sale of Park Common Shares held as treasury shares.
<TABLE>
<S> <C> <C> <C> <C> <C> <C> <C>
6,144,176 For 9,416 Against 16,598 Abstain 282,548 Broker Non-Votes
</TABLE>
d. Not Applicable
Item 5. Other Information
Not Applicable
Item 6. Exhibits and Reports on Form 8-K
a. Exhibits
See Exhibit 27, Financial Data Schedule on Page 18
b. Reports on Form 8-K
No reports on Form 8-K were filed during the quarter ended March
31, 1997.
-16-
<PAGE> 17
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
PARK NATIONAL CORPORATION
DATE: May 12, 1997 BY: /s/ C. Daniel DeLawder
------------ ----------------------
C. Daniel DeLawder
President
DATE: May 12, 1997 BY: /s/ David C. Bowers
------------ ----------------------
David C. Bowers
Chief Financial Officer and Secretary
-17-
<TABLE> <S> <C>
<ARTICLE> 9
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> MAR-31-1997
<CASH> 59,878
<INT-BEARING-DEPOSITS> 0
<FED-FUNDS-SOLD> 30,700
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 365,710
<INVESTMENTS-CARRYING> 10,723
<INVESTMENTS-MARKET> 11,078
<LOANS> 1,130,058
<ALLOWANCE> 28,948
<TOTAL-ASSETS> 1,643,873
<DEPOSITS> 1,346,280
<SHORT-TERM> 130,796
<LIABILITIES-OTHER> 18,426
<LONG-TERM> 0
0
0
<COMMON> 26,857
<OTHER-SE> 121,514
<TOTAL-LIABILITIES-AND-EQUITY> 1,643,873
<INTEREST-LOAN> 25,950
<INTEREST-INVEST> 6,377
<INTEREST-OTHER> 264
<INTEREST-TOTAL> 32,591
<INTEREST-DEPOSIT> 12,092
<INTEREST-EXPENSE> 13,318
<INTEREST-INCOME-NET> 19,273
<LOAN-LOSSES> 1,035
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 11,562
<INCOME-PRETAX> 10,751
<INCOME-PRE-EXTRAORDINARY> 7,296
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 7,296
<EPS-PRIMARY> 1.02
<EPS-DILUTED> 1.02
<YIELD-ACTUAL> 5.29
<LOANS-NON> 1,795
<LOANS-PAST> 1,374
<LOANS-TROUBLED> 1,911
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 27,802
<CHARGE-OFFS> 793
<RECOVERIES> 904
<ALLOWANCE-CLOSE> 28,948
<ALLOWANCE-DOMESTIC> 28,948
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>